Chicago Atlantic BDC, Inc. filed a Current Report on Form 8-K on November 12, 2026, announcing its financial results for the third quarter ended September 30, 2026, and disclosing details of a pending merger with Chicago Atlantic Real Estate Finance, Inc.

Key Highlights

  • Q3 2026 results released: The company issued a press release on November 12, 2026 announcing financial results for the quarter ended September 30, 2026, attached as Exhibit 99.1.
  • Earnings call scheduled: An earnings presentation was disseminated for use in a conference call and live webcast held November 12, 2026 at 9:00 a.m. Eastern time, attached as Exhibit 99.2.
  • Pending merger disclosed: The filing references a proposed merger in which Chicago Atlantic Real Estate Finance, Inc. would merge with and into the company, pursuant to a Merger Agreement dated June 17, 2026.
  • Merger Agreement unanimously approved: According to the filing, the Merger Agreement "was unanimously approved by the Boards of Directors of both REFI and the Company, each acting on the unanimous recommendation of its special committee of independent directors."
  • Form N-14 previously filed: The company initially filed a registration statement on Form N-14 on July 31, 2026, which includes a joint proxy statement and prospectus in connection with the proposed merger.
  • Emerging growth company: The filing designates Chicago Atlantic BDC, Inc. as an emerging growth company under applicable securities rules.

Chicago Atlantic BDC Discloses Q3 2026 Financials and Merger Progress

Chicago Atlantic BDC, Inc. (NASDAQ:LIEN), an externally managed business development company advised by Chicago Atlantic BDC Advisers, LLC, filed this Current Report covering two separate disclosure items. Under Item 2.02, the company reported that it issued a press release on November 12, 2026 covering its financial results for the third quarter ended September 30, 2026. That press release is incorporated by reference as Exhibit 99.1. The filing specifies that the information furnished under Item 2.02 "shall not be deemed 'filed' for any purpose of Section 18 of the Securities Exchange Act of 1934."

Under Item 7.01, the company disclosed that it distributed an earnings presentation on November 12, 2026 for use during its investor conference call and webcast, also held that morning at 9:00 a.m. Eastern time. That presentation is attached as Exhibit 99.2. Similar to Item 2.02, the filing states the Item 7.01 information is furnished and not deemed filed under the Exchange Act.

The filing also carries substantial disclosure related to a proposed merger involving Chicago Atlantic Real Estate Finance, Inc. ("REFI"), which would merge with and into the company under an Agreement and Plan of Merger dated June 17, 2026. The filing notes that stockholder approval will be sought for the transaction and related proposals, and that a Form N-14 registration statement containing a joint proxy statement and prospectus was initially filed on July 31, 2026. The filing identifies Thomas Geoffroy as Interim Chief Financial Officer, who signed the report on behalf of Chicago Atlantic BDC, Inc.

What Was Disclosed

Chicago Atlantic BDC, Inc. furnished its third-quarter 2026 financial results and an accompanying earnings presentation via this 8-K filing dated November 12, 2026, while also providing updated disclosures regarding the pending merger with Chicago Atlantic Real Estate Finance, Inc. under a June 17, 2026 Merger Agreement.